Violations of Agreements Sample Clauses

Violations of Agreements. None of the execution and delivery of this Agreement and the other Transaction Documents by the Purchaser, the consummation by the Purchaser of the Transactions or compliance by the Purchaser with any of the provisions hereof or thereof will (i) conflict with or result in any breach of any provisions of the formation documents of the Purchaser; (ii) result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right to termination, cancellation or acceleration) under any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which the Purchaser is a party or by which it may be bound; or (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to it; except in the case of clauses (ii) or (iii) above, for violations, breach or defaults (A) that would not in the aggregate have a material adverse effect on the business or financial condition of the Purchaser and on the effectiveness of the Transactions or (B) for which waivers or consents have been or will be obtained prior to the Closing Date.
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Violations of Agreements. None of the execution and delivery of this Agreement and the other Transaction Documents by Magellan or any Subco, the consummation by Magellan or any Subco of the Transactions or compliance by Magellan or any Subco with any of the provisions hereof or thereof will (i) conflict with or result in any breach of any provisions of the formation documents of Magellan or such Subco; (ii) except as set forth on Schedule 6.1(f), result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right to termination, cancellation or acceleration) under any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which Magellan or any Subco is a party or by which any of them or any of the Facilities may be bound; or (iii) except as set forth on Schedule 6.1(f), violate any order, writ, injunction, decree, statute, rule or regulation applicable to any of them or any of the Facilities; except in the case of clauses (ii) or (iii) above, for violations, breach or defaults (A) that would not in the aggregate have a material adverse effect on the business or financial condition of the Seller and on the effectiveness of the Transactions or (B) for which waivers or consents have been or will be obtained on or prior to the Closing Date.

Related to Violations of Agreements

  • No Violations of Agreements Neither the execution, delivery or performance of this Agreement by the Purchaser, nor compliance with the terms and provisions hereof, will result in any breach of the terms, conditions or provisions of, or conflict with or constitute a default under, or result in the creation of any lien, charge or encumbrance upon any property or assets of the Purchaser pursuant to the terms of any indenture, mortgage, deed of trust, note, evidence of indebtedness or any other agreement or instrument by which the Purchaser is bound.

  • Protections Against Violations of Agreement No purported sale, assignment, mortgage, hypothecation, transfer, pledge, encumbrance, gift, transfer in trust (voting or other) or other disposition of, or creation of a security interest in or lien on, any of the Restricted Stock Units by any holder thereof in violation of the provisions of this Agreement or the Certificate of Incorporation or the Bylaws of the Company, will be valid, and the Company will not transfer any shares resulting from the settlement of Restricted Stock Units on its books nor will any of such shares be entitled to vote, nor will any dividends be paid thereon, unless and until there has been full compliance with such provisions to the satisfaction of the Company. The foregoing restrictions are in addition to and not in lieu of any other remedies, legal or equitable, available to enforce such provisions.

  • Other Agreements and Violations of Law The execution, delivery and performance of this Agreement by such Partner will not breach or constitute a default under any agreement, indenture, undertaking or other instrument to which such party or any Affiliate of such Partner is a party or by which any of such persons or any of their respective properties may be bound or affected, which breach or default would have a materially Outback Steakhouse-NYC, Ltd. 13 adverse effect on the financial condition of such Partner or on the financial condition, properties or operations of the Partnership. Other than as contemplated by this Agreement such execution, delivery, and performance will not result in the creation or imposition of (or the obligation to create or impose) any lien or encumbrance on any of the Partnership property nor, to the knowledge of such party, constitute or result in the violation of any law.

  • Status of Agreements The rights and obligations of Buyer and Seller under this Agreement shall be subject to the following terms and conditions:

  • No Violation of Agreements Neither the Borrower nor any Subsidiary is in default in any material respect under any material agreement or other instrument to which it is a party or by which it is bound or its property or assets may be affected. No event or condition exists which constitutes, or with the giving of notice or lapse of time or both would constitute, such a default under any such agreement or other instrument. Neither the execution and delivery of this Agreement or the Notes, nor the consummation of any of the transactions herein or therein contemplated, nor compliance with the terms and provisions hereof or thereof, will contravene any provision of law, statute, rule or regulation to which the Borrower is subject or any judgment, decree, award, franchise, order or permit applicable to the Borrower, or will conflict or be inconsistent with, or will result in any breach of, any of the terms, covenants, conditions or provisions of, or constitute (or with the giving of notice or lapse of time, or both, would constitute) a default under (or condition or event entitling any Person to require, whether by purchase, redemption, acceleration or otherwise, the Borrower to perform any obligations prior to the scheduled maturity thereof), or result in the creation or imposition of any Lien upon any of the property or assets of the Borrower pursuant to the terms of, any indenture, mortgage, deed of trust, agreement or other instrument to which it may be subject, or violate any provision of the certificate of incorporation or by-laws of the Borrower. Without limiting the generality of the foregoing, the Borrower is not a party to, or otherwise subject to any provision contained in, any instrument evidencing Indebtedness of the Borrower, any agreement or indenture relating thereto or any other contract or agreement (including its certificate of incorporation and by-laws), which would be violated by the incurring of the Indebtedness to be evidenced by the Notes.

  • Survival of Agreements Except as otherwise contemplated by this Agreement, all covenants and agreements of the parties contained in this Agreement shall survive the Distribution Date.

  • Authorization of Agreements The execution and delivery of this Amendment and the performance of the Amended Agreement have been duly authorized by all necessary corporate action on the part of Company.

  • Compliance with Laws and Agreements Each of the Borrower and its Subsidiaries is in compliance with all laws, regulations and orders of any Governmental Authority applicable to it or its property and all indentures, agreements and other instruments binding upon it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. No Default has occurred and is continuing.

  • Execution of Agreements The Company shall have executed this Agreement and have delivered this Agreement to the Purchasers.

  • Authority; Compliance With Other Agreements and Instruments and Government Regulations The execution and delivery by Borrower of the Loan Documents to which it is a Party and payment of the Obligations have been duly authorized by all necessary corporate or company action, as applicable, and do not and will not:

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